Registered number: 06961274
For the year ended 30 June 2025
Beonic UK Limited
Company Information
Beonic UK Limited
Contents
Beonic UK Limited
Directors' report
For the year ended 30 June 2025
The directors present their report and the audited financial statements for the year ended 30 June 2025.
The directors are responsible for preparing the Directors' report and the financial statements in accordance with applicable law and regulations.
In preparing these financial statements, the directors are required to:
∙select suitable accounting policies for the Company's financial statements and then apply them consistently;
∙make judgements and accounting estimates that are reasonable and prudent;
∙prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Company will continue in business.
The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the Company's transactions and disclose with reasonable accuracy at any time the financial position of the Company and to enable them to ensure that the financial statements comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.
The loss for the year, after taxation, amounted to £1,485,425 (2024 - loss £404,270).
No dividends have been paid in the current year (2024: £Nil). The directors have not recommended the payment of a final dividend (2024: £Nil).
The directors who served during the year and up to the date of signing these financial statements were:
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Beonic UK Limited
Directors' report (continued)
For the year ended 30 June 2025
The auditor, Sumer Auditco NI Limited, will be proposed for reappointment in accordance with section 485 of the Companies Act 2006.
In preparing this report, the directors have taken advantage of the small companies exemptions provided by section 415A and 415B of the Companies Act 2006.
This report was approved by the board on 21 August 2026 and signed on its behalf.
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Beonic UK Limited
Independent auditor's report to the members of Beonic UK Limited
We have audited the financial statements of Beonic UK Limited (the 'Company') for the year ended 30 June 2025, which comprise the Statement of comprehensive income, the Balance sheet, the Statement of changes in equity and the related notes, including a summary of significant accounting policies. The financial reporting framework that has been applied in their preparation is applicable law and United Kingdom Accounting Standards, including Financial Reporting Standard 102 ‘The Financial Reporting Standard applicable in the UK and Republic of Ireland' (United Kingdom Generally Accepted Accounting Practice).
We draw attention to note 2.2 in the financial statements, which indicates that the Company incurred a loss of £1,485,425 for the year ended 30 June 2025, and had net current liabilities of £4,503,529 at that date. As stated in note 2.2, these events or conditions, along with the other matters as set forth in note 2.2, indicate that a material uncertainty exists that may cast significant doubt on the Company's ability to continue as a going concern. Our opinion is not modified in respect of this matter.
The other information comprises the information included in the Annual Report other than the financial statements and our Auditor's report thereon. The directors are responsible for the other information contained within the Annual Report. Our opinion on the financial statements does not cover the other information and, except to the extent otherwise explicitly stated in our report, we do not express any form of assurance conclusion thereon. Our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the course of the audit, or otherwise appears to be materially misstated. If we identify such material inconsistencies or apparent material misstatements, we are required to determine whether this gives rise to a material misstatement in the financial statements themselves. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
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Beonic UK Limited
Independent auditor's report to the members of Beonic UK Limited (continued)
In our opinion, based on the work undertaken in the course of the audit:
∙the information given in the Directors' report for the financial year for which the financial statements are prepared is consistent with the financial statements; and
∙the Directors' report has been prepared in accordance with applicable legal requirements.
In the light of the knowledge and understanding of the Company and its environment obtained in the course of the audit, we have not identified material misstatements in the Directors' report.
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Beonic UK Limited
Independent auditor's report to the members of Beonic UK Limited (continued)
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an Auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
Irregularities, including fraud, are instances of non-compliance with laws and regulations. We design procedures in line with our responsibilities, outlined above, to detect material misstatements in respect of irregularities, including fraud. The extent to which our procedures are capable of detecting irregularities, including fraud is detailed below:
We gained an understanding of the legal and regulatory framework applicable to the Company and the industry in which they operate, and considered the risk of acts by the Company that were contrary to applicable laws and regulations, including fraud. We considered the opportunities and incentives that may exist within the Company for fraud and identified the greatest potential for fraud is in relation to management override of controls and the recognition of revenue.
We designed audit procedures to respond to these risks, recognising that the risk of not detecting a material misstatement due to fraud is higher than the risk of not detecting one resulting from error, as fraud may involve deliberate concealment by, for example, forgery or intentional misrepresentations, or through collusion. Our audit procedures included: enquiries of management about their own identification and assessment of risks of irregularities, testing the design and implementation of controls relating to the risks, sample testing of journals posted during the year, ensuring that the accounting policies have been complied with and a review of areas of judgement for indicators of management bias to address the risks.
Because of the inherent limitations of an audit, there is a risk that we will not detect all irregularities, including those leading to a material misstatement in the financial statements or non-compliance with regulation. This risk increases the more that compliance with a law or regulation is removed from the events and transactions reflected in the financial statements, as we will be less likely to become aware of instances of non-compliance. The risk is also greater regarding irregularities occurring due to fraud rather than error, as fraud involves intentional concealment, forgery, collusion, omission or misrepresentation.
A further description of our responsibilities for the audit of the financial statements is located on the Financial Reporting Council's website at: www.frc.org.uk/auditorsresponsibilities. This description forms part of our Auditor's report.
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Beonic UK Limited
Independent auditor's report to the members of Beonic UK Limited (continued)
This report is made solely to the Company's members, as a body, in accordance with Chapter 3 of Part 16 of the Companies Act 2006. Our audit work has been undertaken so that we might state to the Company's members those matters we are required to state to them in an Auditor's report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company and the Company's members, as a body, for our audit work, for this report, or for the opinions we have formed.
for and on behalf of
Statutory Auditors
Glendinning House
6 Murray Street
Belfast
BT1 6DN
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Beonic UK Limited
Statement of comprehensive income
For the year ended 30 June 2025
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Beonic UK Limited
Registered number: 06961274
Balance sheet
As at 30 June 2025
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Beonic UK Limited
Registered number: 06961274
Balance sheet (continued)
As at 30 June 2025
The financial statements were approved and authorised for issue by the board and were signed on its behalf on 21 August 2026 .
The notes on pages 11 to 24 form part of these financial statements.
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Beonic UK Limited
Statement of changes in equity
For the year ended 30 June 2025
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
Beonic (UK) Limited (the Company) is a private company limited by shares and incorporated in England and Wales. The address of the registered office is 105 High Street, Worcester, Worcestershire WR1 2HW.
The Company's principal activity for the year was the maintenance of software licenses.
The Company's principal activity for the year was the maintenance of software licenses.
2.Accounting policies
The financial statements have been prepared under the historical cost convention unless otherwise specified within these accounting policies and in accordance with Financial Reporting Standard 102, the Financial Reporting Standard applicable in the UK and the Republic of Ireland and the requirements and the Companies Act 2006. The disclosure requirements of Section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.
The company is itself a subsidiary and is exempt from the requirement to prepare group accounts by virtue of section 401 of the Companies Act 2006. These financial statements therefore present information about the Company as an individual undertaking and not about its group.
The following principal accounting policies have been applied:
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
2.Accounting policies (continued)
The directors have prepared the financial statements on the going concern basis. In assessing the appropriateness of this basis of preparation, the directors have considered the Company’s financial position, its expected future cash flows and the availability of financial support from the wider Beonic group for a period of at least twelve months from the date of approval of these financial statements.
For the year ended 30 June 2025, the company incurred a loss of £1,485,425. At that date, the company had cash balances of £145,859 and net current liabilities of £4,503,529. These matters indicate that the Company is dependent on continued support from the wider group in order to meet its liabilities as they fall due.
The Company does not prepare standalone budgets or cash flow forecasts. Management prepares management accounts, budgets and forecasts on a consolidated group basis. The directors have therefore considered the group’s consolidated forecasts, post year-end trading and financing activity when assessing the Company’s ability to continue as a going concern. The group has completed post year-end financing activity, including a convertible note raise, has repaid the loan facility due in January 2026, and has reported improved EBITDA and positive operating cash flows in parts of FY26. The group also continues to progress significant contract activity, including the Moroccan Airports project. The consolidated forecasts project revenue growth, positive EBITDA generation and increased cash balances through June 2027.
Notwithstanding these mitigating factors, the wider group has continued to incur losses, has reported net current liabilities, and remains dependent on the successful delivery of forecast trading, cash collection, project execution, pipeline conversion and continued access to shareholder, director or other funding support. The group auditor has reported a material uncertainty related to going concern in respect of the group.
Accordingly, the directors have concluded that it remains appropriate to prepare the financial statements on the going concern basis. However, the matters described above, in particular the company’s net liability position, limited standalone cash resources, absence of standalone forecasts and dependence on continued group support, represent a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern.
The financial statements do not include any adjustments that would result if the Company were unable to continue as a going concern.
For the year ended 30 June 2025, the company incurred a loss of £1,485,425. At that date, the company had cash balances of £145,859 and net current liabilities of £4,503,529. These matters indicate that the Company is dependent on continued support from the wider group in order to meet its liabilities as they fall due.
The Company does not prepare standalone budgets or cash flow forecasts. Management prepares management accounts, budgets and forecasts on a consolidated group basis. The directors have therefore considered the group’s consolidated forecasts, post year-end trading and financing activity when assessing the Company’s ability to continue as a going concern. The group has completed post year-end financing activity, including a convertible note raise, has repaid the loan facility due in January 2026, and has reported improved EBITDA and positive operating cash flows in parts of FY26. The group also continues to progress significant contract activity, including the Moroccan Airports project. The consolidated forecasts project revenue growth, positive EBITDA generation and increased cash balances through June 2027.
Notwithstanding these mitigating factors, the wider group has continued to incur losses, has reported net current liabilities, and remains dependent on the successful delivery of forecast trading, cash collection, project execution, pipeline conversion and continued access to shareholder, director or other funding support. The group auditor has reported a material uncertainty related to going concern in respect of the group.
Accordingly, the directors have concluded that it remains appropriate to prepare the financial statements on the going concern basis. However, the matters described above, in particular the company’s net liability position, limited standalone cash resources, absence of standalone forecasts and dependence on continued group support, represent a material uncertainty that may cast significant doubt on the Company’s ability to continue as a going concern.
The financial statements do not include any adjustments that would result if the Company were unable to continue as a going concern.
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
2.Accounting policies (continued)
Functional and presentation currency
Transactions and balances
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
2.Accounting policies (continued)
Current or deferred tax assets and liabilities are not discounted.
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
2.Accounting policies (continued)
Depreciation is charged so as to allocate the cost of assets less their residual value over their estimated useful lives, using the straight-line method.
Depreciation is provided on the following basis:
The assets' residual values, useful lives and depreciation methods are reviewed, and adjusted prospectively if appropriate, or if there is an indication of a significant change since the last reporting date.
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in profit or loss.
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
2.Accounting policies (continued)
Basic financial assets
Basic financial assets, which include trade and other debtors, cash and bank balances, are initially measured at their transaction price (adjusted for transaction costs except in the initial measurement of financial assets that are subsequently measured at fair value through profit and loss) and are subsequently carried at their amortised cost using the effective interest method, less any provision for impairment, unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest.
Discounting is omitted where the effect of discounting is immaterial. The Company's cash and cash equivalents, trade and most other debtors due with the operating cycle fall into this category of financial instruments.
Other financial assets
Other financial assets, which includes investments in equity instruments which are not classified as subsidiaries, associates or joint ventures, are initially measured at fair value, which is normally the recognised transaction price. Such assets are subsequently measured at fair value with the changes in fair value being recognised in the profit or loss. Where other financial assets are not publicly traded, hence their fair value cannot be measured reliably, they are measured at cost less impairment.
Impairment of financial assets
At the end of each reporting period financial assets measured at amortised cost are assessed for objective evidence of impairment. If an asset is impaired the impairment loss is the difference between the carrying amount and the present value of the estimated cash flows discounted at the asset’s original effective interest rate. The impairment loss is recognised in profit or loss.
Financial assets are impaired when events, subsequent to their initial recognition, indicate the estimated future cash flows derived from the financial asset(s) have been adversely impacted. The impairment loss will be the difference between the current carrying amount and the present value of the future cash flows at the asset(s) original effective interest rate.
If there is a favourable change in relation to the events surrounding the impairment loss then the impairment can be reviewed for possible reversal. The reversal will not cause the current carrying amount to exceed the original carrying amount had the impairment not been recognised. The impairment reversal is recognised in the profit or loss.
Basic financial liabilities
Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the Company after the deduction of all its liabilities.
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
2.Accounting policies (continued)
Basic financial liabilities, which include trade and other creditors, bank loans and other loans are initially measured at their transaction price (adjusting for transaction costs except in the initial measurement of financial liabilities that are subsequently measured at fair value through profit and loss). When this constitutes a financing transaction, whereby the debt instrument is measured at the present value of the future payments discounted at a market rate of interest, discounting is omitted where the effect of discounting is immaterial.
Debt instruments are subsequently carried at their amortised cost using the effective interest rate method.
Trade creditors are obligations to pay for goods and services that have been acquired in the ordinary course of business from suppliers. Trade creditors are classified as current liabilities if the payment is due within one year. If not, they represent non-current liabilities. Trade creditors are initially recognised at their transaction price and subsequently are measured at amortised cost using the effective interest method. Discounting is omitted where the effect of discounting is immaterial.
As a result of the inherent uncertainty in assessing future recoverability, actual outcomes may differ from those estimated by the directors and could result in a material adjustment to the carrying value of amounts due from group undertakings in future periods.
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
Share capital
Share premium reserve
Capital redemption reserve
Profit and loss account
The Company is party to a consortium arrangement under which a performance guarantee has been issued in favour of a customer in respect of contractual obligations. The guarantee may be called in the event of non-performance. No claims had been made under the guarantee at the reporting date and, accordingly, no provision has been recognised.
The Company operates a defined contributions pension scheme. The assets of the scheme are held separately from those of the Company in an independently administered fund. The pension cost charge represents contributions payable by the Company to the fund and amounted to £24,102 (2024: £24,879). Contributions totaling £7,488 (2024: £5,095) were payable to the fund at the balance sheet date and are included in creditors.
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Beonic UK Limited
Notes to the financial statements
For the year ended 30 June 2025
The immediate parent undertaking of the Company is Beonic Inc, a company incorporated in the United States of America.
The ultimate parent undertaking of the Company is Beonic Limited, a company incorporated in Australia. The largest and smallest group in which the results of Beonic UK Limited are consolidated is that headed by Beonic Limited. Copies of the group financial statements are available from 411/50 Holt Street, Scurry Hills, NSW, 2011, Australia.
The directors consider there to be no ultimate controlling party.
The ultimate parent undertaking of the Company is Beonic Limited, a company incorporated in Australia. The largest and smallest group in which the results of Beonic UK Limited are consolidated is that headed by Beonic Limited. Copies of the group financial statements are available from 411/50 Holt Street, Scurry Hills, NSW, 2011, Australia.
The directors consider there to be no ultimate controlling party.
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